Slide 1: Delivering Superior Value For All Shareholders
Exhibit 99.1 Delivering Superior Value For All Shareholders June 2008
Slide 2: Presentation Outline
Presentation Outline I. CSX Overview and Plan for Continued Shareholder Value Creation II. Financial Policies III. Corporate Governance IV. Appendix and GAAP Reconciliation 2
Slide 3: CSX Overview and Plan for Continued Shareholder Value Creation
CSX Overview and Plan for Continued Shareholder Value Creation
Slide 4: CSX provides a nation-critical service
CSX provides a nation-critical service CSX is an integral part of the Boston nation’s infrastructure CSX operates approximately Chicago 21,000 route miles of track New York Serves every major market in the Philadelphia Baltimore eastern U.S., with direct access to Washington all Atlantic and Gulf Co
Slide 5: Based on all criteria, the CSX Board should be re-elected
Based on all criteria, the CSX Board should be re-elected Superior stock price performance Significant return of capital to shareholders Superior performance relative to competitors Concrete plan for future performance enhancement Aggressive capital structure Strong governance standards Engaged boar
Slide 6: CSX has delivered superior shareholder value
CSX has delivered superior shareholder value Outperformed 95% of the Total Shareholder Return S&P 500 since 2005 Rail S&P Outperformed all other Class I CSX Industry 500 rails over a one, two, three, four 1 Year 56% 19% (7%) and five year period Corporate governance ranks in 2 Years 114% 50% 15% top
Slide 7: CSX has a strong foundation and is committed to operational excellence
CSX has a strong foundation and is committed to operational excellence Strong Foundation + Operational Excellence = Shareholder Value Creation CSX Strong Foundation CSX Operational Excellence Scheduled Network & Resources Consistent Leadership One Plan Productivity through Safety First Culture Disci
Slide 8: CSX has nearly doubled margins by building a strong foundation
CSX has nearly doubled margins by building a strong foundation and driving operational excellence Operational Excellence Strong Foundation Network Realignment and Disciplined Investment in Core Assets Process Excellence Teams and Value Pricing One Plan Implementation One Plan — Resource Alignment As
Slide 9: Current management began laying the groundwork for excellence in 2003
Current management began laying the groundwork for excellence in 2003 Foundational Initiatives Results Assembled the right leadership team The most talented leadership team in the industry Sold CSX World Terminals and CSX Lines Created a highly focused railroad company for $1.4B with industry-leadin
Slide 10: Current management began laying the groundwork for excellence in 2003 (continued)
Current management began laying the groundwork for excellence in 2003 (continued) Foundational Initiatives Results Established cross functional Process Productivity cost savings of $500M+ with Improvements Teams (PIT) to drive an established pipeline of additional 400M+ productivity across organizat
Slide 11: CSX has delivered superior financial performance
CSX has delivered superior financial performance 2004-2007 Rank/Company CAGR 39% 1 CSX 39% CAGR 2 UNP 34% 3 CP 32% 4 CNI 24% 5 BNI 22% 6 NSC 20% 7 S&P 500 8% Note: See GAAP Reconciliation for CSX data; peer comparisons based on First Call data. 11
Slide 12: CSX leads the industry across critical performance measures
CSX leads the industry across critical performance measures Projected Shareholder Expense Employee Margin EPS Analyst EPS Value Control Safety Expansion Growth Growth Creation per RTM through 2010 Best CSX NSC CSX CSX CSX CSX UNP CSX UNP UNP BNI UNP BNI UNP CNI NSC UNP BNI CP BNI BNI BNI NSC CNI CNI
Slide 13: First quarter results confirm industry-leading momentum
First quarter results confirm industry-leading momentum 1,240 760 420 410 270 (30) Note: See GAAP Reconciliation for CSX data; peer comparisons based on First Call data. 13
Slide 14: How Tomorrow Moves…
How Tomorrow Moves… 2008–2010 Targets Guidance is based on: Operating Income 13%–15% CAGR $400M+ of Productivity through 2010 Earnings Per Share 18%–21% 6+% Pricing guidance in 2008 CAGR Operating Margin Near 30% Strategic volume growth in key markets By 2010 Free Cash Flow Exceed $1B CSX creates va
Slide 15: Key CSX initiatives to help us achieve our vision
How tomorrow moves… Key CSX initiatives to help us achieve our vision Proven leaders Executing on key initiatives requires continued to meet future strong leadership, empowered to drive results business goals Development of leaders & new labor agreements with incentives aligned with shareholders Tot
Slide 16: Strategic initiatives to drive record margins
How tomorrow moves… Strategic initiatives to drive record margins CSX leveraging a foundation Capture strategic growth of excellence to achieve targeted 30% margins Technology – Building the railroad of the future Total Service Integration Proven leaders to meet future business goals Operational Exc
Slide 17: CSX to deliver $400M+ of productivity through 2010
How tomorrow moves… Operational Excellence CSX to deliver $400M+ of productivity through 2010 Key focus area Strategies for achieving targets Network Efficiency/ Continuous focus on plan design efficiency Total Service Integration TSI building reliable and productive service products Technology driv
Slide 18: CSX to continue delivering inflation-plus price gains
How tomorrow moves… Operational Excellence CSX to continue delivering inflation-plus price gains CSX has the highest price guidance Drivers of continued in the rail industry for 2008 inflation-plus pricing Increasingly reliable service product drives value External factors continue to favor rail Glo
Slide 19: CSX to deliver 90% on-time performance by 2010
How tomorrow moves… Operational Excellence CSX to deliver 90% on-time performance by 2010 CSX is raising the bar on execution Dynamic planning model adjusts to changing resource and capacity needs Cross-functional integration between operations, service design and marketing aids in advance, precise
Slide 20: Collaborative, engaged workforce to drive results
How tomorrow moves… Proven Leaders Collaborative, engaged workforce to drive results CSX’s workforce of tomorrow will be lean and focused Leadership development is key to success Strong leaders, along with new labor agreements will achieve: Simplified pay system, increasingly performance-based Flexi
Slide 21: TSI takes service execution to the next level
How tomorrow moves… Total Service Integration TSI takes service execution to the next level Total Service Integration initiative aims to achieve: Execution of Total Service Integration will deliver: Longer trains Faster loading/unloading More unit trains 1) Increased capacity to serve Fewer handling
Slide 22: TSI is being implemented across Unit Train network
How tomorrow moves… Total Service Integration TSI is being implemented across Unit Train network TSI is currently driving value in Unit Train network Unit trains represent over two-thirds of CSX revenue Implementation began in fall 2007 Current goals focus on: Extending train length from 65 to 90 ca
Slide 23: TSI Carload revolutionizes customer alignment
How tomorrow moves… Total Service Integration TSI Carload revolutionizes customer alignment Key Drivers of TSI Service Execution Successful implementation of on the Carload Network: Carload Total Service Integration: 1) Increased Density Increase in customer storage tracks Locate customers at indust
Slide 24: Technology drives productivity, reliability, safety
How tomorrow moves… Advanced Technology Technology drives productivity, reliability, safety Emerging Advanced Technologies Technologies in the pipeline will Positive Train Control and also drive benefits: Locomotive Optimization Ensures optimum safety and plan compliance Wayside Detection Technologi
Slide 25: Macro trends create an opportunity for CSX
How tomorrow moves… Capture Strategic Macro trends create an opportunity for CSX Growth Key trends favor CSX Today 1) Trucking industry is challenged Highway congestion is bad and getting worse; higher fuel costs and environmental advantage favor rail 2) Global consumption is rising Population growt
Slide 26: Investments and alliances target long-term growth
How tomorrow moves… Capture Strategic Investments and alliances target long-term growth Growth Expansion Strategic investments encompass all New Construction areas of our business Clearances CSX launched the National Gateway Initiative to connect ports, gateways and markets through a world-class New
Slide 27: Continued focus on excellence is expected to achieve industry-leading operating margins
Continued focus on excellence is expected to achieve industry-leading operating margins 1) Strong Foundation remains in place 2) Operational Excellence delivers results 3) New Initiatives take CSX to the next level CSX can achieve industry-leading margins through consistent, continuous improvement.
Slide 28: Financial Policies
Financial Policies
Slide 29: CSX has an aggressive approach to leverage and return of capital
CSX has an aggressive approach to leverage and return of capital CSX has the most aggressive capital structure of any major Class I railroad Only BBB- rated railroad CSX has a history of returning significant capital to shareholders Repurchased nearly $3 billion of stock since 2006; targeting anothe
Slide 30: TCI Group's agenda would take CSX to "Junk" status
TCI Group' s agenda would take CSX to "Junk " status TCI Group "proposals " have a consistent theme of increased leverage for CSX Leveraged buyout Leveraged recapitalization to junk credit rating TCI Group wrongly suggests that taking CSX below investment grade would create significant shareholder v
Slide 31: CSX's balanced approach is well known and well executed
CSX’s balanced approach is well known and well executed Growing Free Cash Flow and Improving Return on Invested Capital . . . Capital Share Dividends Investment Buybacks Investing $5B through Nearly tripled the Repurchased nearly 2010 to support quarterly dividend $3B since 2006 long-term growth sin
Slide 32: CSX's capital structure targets lowest long-term cost
CSX’s capital structure targets lowest long-term cost Cost of Capital Equity Risk Distress Costs Debt Tax Shield Access Costs Risk-Free Rate AAA BBB- High Yield 32
Slide 33: Key investments will support long-term growth
Key investments will support long-term growth CSX’s disciplined capital spending is consistent with strategic objectives Economics, scientific modeling and safety drive investment Level of capital investment is in line with industry peers Disciplined capital analysis aims to maximize investment retu
Slide 34: CSX actions to return capital to shareholders
CSX actions to return capital to shareholders Proven record of delivering value to shareholders Superior stock performance, investing for long-term growth, nearly tripled dividends, targeting nearly $6 billion of buybacks between 2006 and 2009 $3.0 Billion Quarterly Dividend Share Buyback Program Ne
Slide 35: Shareholders have open-door access to management
Shareholders have open-door access to management CSX is committed to working for its shareholders and promotes transparency and interaction with its owners CSX management has an active and ongoing dialogue with CSX investor base Consistent, in-depth investor presentations to apprise public of strate
Slide 36: Corporate Governance
Corporate Governance
Slide 37: CSX Board expert, diverse and performance driven
CSX Board expert, diverse and performance driven Michael Ward and nominee John McPherson each have at least 30 Compelling years of railroad experience Transportation Elizabeth Bailey was a key leader in airline deregulation and is Experience nationally recognized as a transportation and economics po
Slide 38: Highly experienced, qualified and independent CSX Board
Highly experienced, qualified and independent CSX Board A proficient and effective board requires that its directors have a broad skill set Rail / Public CEO Level Financial Economic Customer Director Overarching Strength Transport Policy Committees Experience Expertise Expertise Knowledge Expertise
Slide 39: CSX's current Board is a leader in governance
CSX's current Board is a leader in governance CSX has a strong independent board CEO is the only management director, with eleven outside directors Best practices already in place at CSX Election of entire Board is conducted annually Majority election of Board in uncontested elections is required No
Slide 40: Board process is robust and members are engaged
Board process is robust and members are engaged Board and Committee meetings are numerous and rigorous Analysis and materials are sent to Directors in advance of discussion Advance meetings to review materials are held with Committee Chairmen Key Committees are comprised entirely of independent Dire
Slide 41: Board-driven strategy has created outstanding shareholder returns
Board-driven strategy has created outstanding shareholder returns CSX Board Strategy Total Shareholder Return Created a streamlined transportation Rail S&P CSX company Industry 500 Selected the right management team 1 Year 56% 19% (7%) Sets aggressive performance and operational targets 2 Years 114%
Slide 42: TCI Group's demands would impair value
TCI Group' s demands would impair value Sacrifices Flawed Ignores Negative Proposal LT Potential Assumptions Risk Impacts Credit Impacts CSX Status CSX stock price has significantly Leveraged Buyout exceeded proposed LBO price Annual stock Repurchased nearly $3B since buyback of 20% 2006; further $3
Slide 43: CSX believes dissidents would not add value to the Board
CSX believes dissidents would not add value to the Board TCI Group nominees fail to represent the best interests of all shareholders TCI Group’s desire to leverage CSX’s balance sheet to create a fast exit opportunity is not in the best interest of the company or its shareholders TCI Group has misre
Slide 44: Stark difference between TCI's public statements and private agenda
Stark difference between TCI's public statements and private agenda Public Statements Private Agenda In proxy materials, TGI Group says it has a Alexandre Behring admitted publicly in May that the TCI Group has plan to make CSX America’s premier “no detailed operating plan for CSX.” railroad. In pri
Slide 45: TCI Group brings poor track record, minimal experience
TCI Group brings poor track record, minimal experience TCI Group nominees have a poor track record Rail board experience (years) Christopher Hohn Demands for CSX, if implemented, could have CSX Targeted TCI Group No U.S. public impaired shareholder value Directors Slate board experience Resigned fro
Slide 46: Based on all criteria, the CSX Board should be re-elected
Based on all criteria, the CSX Board should be re-elected Superior stock price performance Significant return of capital to shareholders Superior performance relative to competitors Concrete plan for future performance enhancement Aggressive capital structure Strong governance standards Engaged boar
Slide 47: Appendix and GAAP Reconciliation
Appendix and GAAP Reconciliation
Slide 48: Highly experienced, qualified and independent CSX Board
Highly experienced, qualified and independent CSX Board Director Company / Position Experience Key Accomplishments Michael J. Ward CSX: Chairman, President & CEO Drove superior stock performance, nearly tripled dividends, targeting nearly $6 Chairman Association of American Railroads: Director billi
Slide 49: Highly experienced, qualified and independent CSX Board
Highly experienced, qualified and independent CSX Board Director Company / Position Experience Key Accomplishments Steven T. Halverson The Haskell Company: President & CEO Nearly doubled revenues since becoming CEO of the design-build company, Construction Industry Roundtable: Director positioning t
Slide 50: Highly experienced, qualified and independent CSX Board
Highly experienced, qualified and independent CSX Board Director Company / Position Experience Key Accomplishments Frank S. Royal SunTrust Bank: Director As an active member of the compensation committees of corporate boards, Dominion Resources: Director has been a major advocate of tying management
Slide 51: Proxy Statement Disclosure
Proxy Statement Disclosure Important Information In connection with the 2008 annual meeting of shareholders, CSX Corporation ("CSX") has filed with the SEC and mailed to shareholders a definitive Proxy Statement dated April 25, 2008. Security holders are strongly advised to read the definitive Proxy
Slide 52: Forward-Looking Disclosure
Forward-Looking Disclosure This presentation and other statements by the company contain forward-looking statements within the meaning of the Private Securities Litigation Reform Act with respect to, among other items: projections and estimates of earnings, revenues, cost-savings, expenses, or other
Slide 53: GAAP Reconciliation Disclosure
GAAP Reconciliation Disclosure CSX reports its financial results in accordance with generally accepted accounting principles (“GAAP”). However, management believes that certain non-GAAP financial measures used to manage the company’s business that fall within the meaning of Regulation G (Disclosure
Slide 54: GAAP Reconciliation to comparable results
GAAP Reconciliation to comparable results Dollars in millions 2003 2004 2005 2006 2007 Q108 Operating Revenue $ 7,573 $ 8,040 $ 8,618 $ 9,566 $ 10,030 $ 2,713 Operating Expense 7,058 7,043 7,062 7,417 7,770 2,087 Less Pretax Gain on Insurance - - - (168) (27) (2) Recoveries Plus Restructuring Charge
Slide 55: GAAP Reconciliation to comparable results
GAAP Reconciliation to comparable results 2004 2005 2006 2007 Diluted EPS From Continuing Operations $ 0.94 $ 1.59 $ 2.82 $ 2.74 Less Gain on Insurance Recoveries - - (0.22) (0.04) Less Gain on Conrail Property (0.04) - (0.06) - Less Income Tax Benefits - (0.16) (0.32) - Plus Debt Repurchase Expense